Date: _________________________________________ Re: NEXX Systems, Inc. - Incentive Stock Option Grant Dear ____________________ :Incentive Stock Option Agreement • February 11th, 2010 • Nexx Systems Inc • Delaware
It is with pleasure I hereby inform you that the Compensation Committee of the Board of Directors of NEXX Systems, Inc. (the “NEXX Systems”) has granted you an incentive stock option to purchase up to ______________ shares of the NEXX Systems’ Common Stock at an exercise price of $___________ per share.
ContractWarrant Agreement • February 11th, 2010 • Nexx Systems Inc • Delaware
THESE SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 AS AMENDED, OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL (WHICH MAY BE COMPANY COUNSEL) REASONABLY SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE SECURITIES ACT OF 1933 AS AMENDED, OR ANY APPLICABLE STATE SECURITIES LAWS.
KEY EMPLOYEE AGREEMENTKey Employee Agreement • February 11th, 2010 • Nexx Systems Inc • Massachusetts
The undersigned, NEXX SYSTEMS, INC., a Delaware corporation, as well as its successors and assigns (hereinafter collectively referred to as the “Company”) and John M. Bowers, of Lexington, Massachusetts, in consideration of and as a condition of your employment or continued employment by the Company, hereby agree as follows:
NEXX SYSTEMS, INC. RESTRICTED STOCK UNIT AGREEMENTRestricted Stock Unit Agreement • February 11th, 2010 • Nexx Systems Inc • Delaware
NEXX SYSTEMS, INC. THIRD AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT October 27, 2009Investor Rights Agreement • February 11th, 2010 • Nexx Systems Inc • Delaware
This Third Amended and Restated Investor Rights Agreement (this “Agreement”) is made and entered into as of the date set forth above (the “Effective Date”) by and among Nexx Systems, Inc., a Delaware corporation (the “Company”), and the holders of the Company’s Series A Convertible Preferred Stock (the “Series A Preferred Stock”), the Company’s Series B Convertible Preferred Stock (the “Series B Preferred Stock”), the Company’s Series C Convertible Preferred Stock (the “Series C Preferred Stock”) and the Company’s Series D Convertible Preferred Stock (the “Series D Preferred Stock” and, collectively with the Series A Preferred Stock, Series B Preferred Stock and Series C Preferred Stock, the “Securities”) listed on Exhibit A hereto, as may be updated from time to time. The holders of the Series A Preferred Stock, the Series B Preferred Stock, the Series C Preferred Stock and the Series D Preferred Stock shall be referred to hereinafter as the “Investors” and each individually as an “In
FIRST AMENDMENT TO WARRANTWarrant • February 11th, 2010 • Nexx Systems Inc
This First Amendment to Warrant (this “Amendment”) is entered into as of July 25, 2008, by and between Hercules Technology Growth Capital, Inc. (“Holder”) and NEXX Systems, Inc. (“Company”).
KEY EMPLOYEE AGREEMENTKey Employee Agreement • February 11th, 2010 • Nexx Systems Inc • Massachusetts
EMPLOYMENT AGREEMENTEmployment Agreement • February 11th, 2010 • Nexx Systems Inc • Massachusetts
This Employment Agreement (the “Agreement”), made and entered into this 7th day of August, 2001 (the “Effective Date”), by and between NEXX Systems LLC, a Delaware limited liability corporation with its principal offices located at 90 Industrial Way, Wilmington, MA 01877, (“NEXX” or the “Company”), and Dr. Richard S. Post (the “Executive”), an individual residing at 33 Fairbanks Road, Lexington, MA 02173.
NEXX SYSTEMS, INC. PROPRIETARY INFORMATION AND INVENTIONS AND NON-COMPETITION AGREEMENTProprietary Information and Inventions and Non-Competition Agreement • February 11th, 2010 • Nexx Systems Inc
Effective as of the first day of my employment by the Company, the following confirms an agreement between NEXX Systems, Inc., a Delaware corporation (the Company), and me, the individual identified on the signature page to this Agreement. This Agreement is a material part of the consideration for my employment and continued employment by the Company. In exchange for the foregoing, and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows:
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • February 11th, 2010 • Nexx Systems Inc • California
THIS LOAN AND SECURITY AGREEMENT is made and dated as of December 19, 2006, and is entered into by and between NEXX SYSTEMS, INC., a Delaware corporation, and each of its subsidiaries, (hereinafter collectively referred to as the “Borrower”), and HERCULES TECHNOLOGY GROWTH CAPITAL, INC., a Maryland corporation (“Lender”).
RESTRICTED STOCK AGREEMENT NEXX SYSTEMS, INC.Restricted Stock Agreement • February 11th, 2010 • Nexx Systems Inc • Delaware
THIRD AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • February 11th, 2010 • Nexx Systems Inc
This Third Amendment to Loan and Security Agreement (this “Amendment”) is entered into as of July 29, 2009, by and between Hercules Technology Growth Capital, Inc. (“Lender”) and NEXX SYSTEMS, INC., a Delaware corporation (hereinafter the “Borrower”).
FIRST AMENDMENT TO WARRANTWarrant • February 11th, 2010 • Nexx Systems Inc
This First Amendment to Warrant (this “Amendment”) is entered into as of July 25, 2008, by and between Hercules Technology Growth Capital, Inc. (“Holder”) and NEXX Systems, Inc. (“Company”).
LEASE BETWEEN ARTURO J. GUTIERREZ AND JOHN A. CATALDO, AS TRUSTEES OF THE MIDDLESEX TECHNOLOGY CENTER ASSOCIATES III TRUST u/d/t dated April 20, 1982 and Recorded with the Middlesex North Registry of Deeds AND NEXX SYSTEMS, INC., a Delaware...Lease Agreement • February 11th, 2010 • Nexx Systems Inc • Massachusetts
ContractWarrant Agreement • February 11th, 2010 • Nexx Systems Inc • California
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE SOLD, PLEDGED OR OTHERWISE TRANSFERRED WITHOUT AN EFFECTIVE REGISTRATION THEREOF UNDER SUCH ACT OR PURSUANT TO RULE 144 OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE CORPORATION AND ITS COUNSEL THAT SUCH REGISTRATION IS NOT REQUIRED.
Date: _________________________________________ Re: NEXX Systems, Inc. - Employee Non-Qualified Stock Option Grant Dear ________________________ :Employee Non-Qualified Stock Option Grant • February 11th, 2010 • Nexx Systems Inc • Delaware
It is with pleasure I hereby inform you that the Compensation Committee of the Board of Directors of NEXX Systems, Inc. (the “NEXX Systems”) has granted you a non-qualified stock option to purchase up to ______________ shares of the NEXX Systems’ Common Stock at an exercise price of $___________ per share.
SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • February 11th, 2010 • Nexx Systems Inc
This Second Amendment to Loan and Security Agreement (this “Amendment”) is entered into as of July 25, 2008, by and between Hercules Technology Growth Capital, Inc. (“Lender”) and NEXX SYSTEMS, INC., a Delaware corporation, and each of its subsidiaries, (hereinafter collectively referred to as the “Borrower”).
Date: _________________________________________Consultant Non-Qualified Stock Option Grant • February 11th, 2010 • Nexx Systems Inc • Delaware
It is with pleasure I hereby inform you that the Compensation Committee of the Board of Directors of NEXX Systems, Inc. (the “NEXX Systems”) has granted you a non-qualified stock option to purchase up to ______________ shares of the NEXX Systems’ Common Stock at an exercise price of $___________ per share.
ContractWarrant Agreement • February 11th, 2010 • Nexx Systems Inc • Delaware
THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY STATE SECURITIES LAWS, HAS BEEN ACQUIRED FOR INVESTMENT, AND MAY NOT BE SOLD, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED UNLESS A REGISTRATION STATEMENT UNDER THE ACT AND APPLICABLE STATE LAW IS IN EFFECT WITH REGARD THERETO OR UNLESS AN EXEMPTION FROM SUCH REGISTRATION IS AVAILABLE.
Date: _________________________________________Director Non-Qualified Stock Option Grant • February 11th, 2010 • Nexx Systems Inc • Delaware
It is with pleasure I hereby inform you that the Compensation Committee of the Board of Directors of NEXX Systems, Inc. (the “NEXX Systems”) has granted you a non-qualified stock option to purchase up to ______________ shares of the NEXX Systems’ Common Stock at an exercise price of $___________ per share.
FIRST AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • February 11th, 2010 • Nexx Systems Inc
This First Amendment to Employment Agreement (the “First Amendment”) is made and entered into as of this 1st day of January 2009 by and between NEXX Systems, Inc., a Delaware corporation (the “Company”) and Dr. Richard S. Post of Lexington, Massachusetts (the “Executive”).
FIRST AMENDMENTLoan and Security Agreement • February 11th, 2010 • Nexx Systems Inc
This First Amendment to Loan and Security Agreement (this “Amendment”) is entered into as of June 19, 2007, by and between Hercules Technology Growth Capital, Inc. (“Lender”) and NEXX SYSTEMS, INC., a Delaware corporation, and each of its subsidiaries, (hereinafter collectively referred to as the “Borrower”).
EMPLOYMENT AGREEMENTEmployment Agreement • February 11th, 2010 • Nexx Systems Inc • Massachusetts
This Employment Agreement (the “Agreement”), made and entered into this 13th day of May, 2002 (the “Effective Date”), by and between NEXX Systems, LLC, a Delaware limited liability company with its principal offices located at 90 Industrial Way, Wilmington, MA 01887 (“NEXX”), and Arthur Keigler (the “Employee”), an individual residing at 20 Plain Road, Wellesley, MA 02481. As used herein, the term “Company” shall mean and refer to (i) NEXX prior to the consummation of the Merger Transaction (as defined below) and (ii) AWT from and after the consummation thereof.
